false 0001069533 0001069533 2022-06-30 2022-06-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of Earliest Event Reported): June 30, 2022
 
RGC RESOURCES, INC.
(Exact name of Registrant as specified in its charter)
 
Virginia
 
000-26591
 
54-1909697
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
519 Kimball Ave., N.E., Roanoke, Virginia
 
24016
(Address of principal executive offices)
 
(Zip Code)
 
Registrants telephone number, including area code: 540-777-4427
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, $5 Par Value
RGCO
NASDAQ Global Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 if the Securities Exchange Act of 1934.
     
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
 

 
ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
 
On June 30, 2022, RGC Midstream, LLC ("Midstream"), a wholly-owned subsidiary of RGC Resources, Inc. (“Resources”), entered into the Fourth Amendment to Credit Agreement (the "Amendment") and corresponding amendments to the related Promissory Notes (the "Notes") with Atlantic Union Bank and Truist Bank (collectively the "Banks").  The Amendment modifies the original Credit Agreement and prior amendments between Midstream and the Banks by extending the maturity date to December 31, 2023 and replacing the 30-day LIBOR plus 1.35% interest rate on the Notes with Term SOFR plus 1.50%.  The Amendment also provides for a replacement benchmark if SOFR is no longer available. 
 
The Guaranty previously entered into by Resources in favor of the Banks remains in effect as well as all previous representations, warranties and covenants.
 
ITEM 2.03
CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
 
The information required by this Item 2.03 is set forth in Item 1.01 above in respect of the Notes, which is incorporated herein by reference.
 
ITEM 9.01
FINANCIAL STATEMENT AND EXHIBITS
 
(d) Exhibits.
 
10.1
Fourth Amendment to Credit Agreement between RGC Midstream, LLC and the lenders Atlantic Union Bank And Truist Bank dated June 30, 2022.
10.2
Amended and Restated Note in the principal amount of $13,800,000 in favor of Atlantic Union Bank due December 31, 2023.
10.3 Amended and Restated Note in the principal amount of $9,200,000 in favor of Truist Bank due December 31, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
   
 
RGC RESOURCES, INC.
   
Date: July 5, 2022
By: /s/ Jason A. Field
  Jason A. Field
 
Vice President, Chief Financial Officer and Treasurer 
  (Principal Financial Officer)